In recent years, the economic practices of Russian companies was widespread use of the services of management companies, thus optimizing not only the structure of the company's management, but also production costs, including by reducing tax deductions. As a result of working out optimal solutions to industrial and business activities, organizations can implement legal operations with minimum tax losses. It should be noted that the transfer of the sole executive body of the current legislation provides for both corporations and for limited liability companies. In accordance with Art. In a question-answer forum Jess Staley was the first to reply. 69 of Federal Law 26.12.95g 208-FZ "On Joint Stock Companies" by the decision of the general meeting of shareholders sole executive body of the company may be transferred by contract to a commercial organization (management company) or an individual entrepreneur (manager). The decision to transfer authority of the sole executive body management company or managing the AGM only at the suggestion of the board of directors (supervisory board). In accordance with Article 42 of Federal Law 14 08.02.1998g-FL "About Companies Limited Liability Companies ", the company may transfer its powers under the contract of sole executive body of the manager, if the opportunity is directly stipulated by the charter company. The contract with the manager signed on behalf of the company by a person who presided at the general meeting of the Society, approved the terms of the contract with the manager, or member of society, empowered by the general meeting of members society. Despite the fact that the involvement of the management organization of the management company directly stipulated by the legislation, the use of such services raises numerous claims by the controlling authorities, who often classify these actions as a scheme of tax evasion, especially in cases where no reduction of the administrative apparatus after the transfer of administrative functions, the Parties organizations, as well as reducing the profit tax in certain periods.
The allocation of costs resolved by the court. Prevailing party may include the amount of costs in the so-called. procedure measure the costs and, based on the decision of the case, to enforce the court's decision. Responsibilities of parties for costs, however, is joint, so that the winning party is assigned a risk insolvency of the losing side. 2. Who bears the costs for the enforcement of court decisions? and. Costs for the enforcement of court decision (court costs and payment of attorney) are assigned to debtor.
The lender can determine the costs in a separate procedure to establish the amount of costs or to monitor the payment of costs in enforcing judgments. 3. How long is the main proceedings? Claims recovery of amounts up to Euro 5000 are considered in the lower courts, and for amounts above 5,000 euros – in the land courts. In the lower courts the main proceedings concerning claims for the recovery takes between three to six months. Lawsuit can be viewed in a shorter period. In the courts of the land in case of simple cases should be calculated on the dates indicated. In complex cases that require meeting chamber of judges (three judges), the process can take up to two years especially if you want to attract experts.
In the Supreme Courts of land (the appellate proceedings against decisions of courts of land), the process usually takes more than a year. 4. Is there an abbreviated procedure for debt recovery? In claims for debt recovery is possible for judicial notice of the recovery.
The arbitral tribunal shall take into consideration the requirements of the protection of violated rights, regardless of the expiration of the period. Limitation applied by the court only at the request of the parties to the dispute at the request of the parties to the dispute, made to the court's decision. Expiration of statute of limitations on the application which states party to the dispute shall be grounds for the arbitration court's decision to deny the claim. It should be borne in mind that with the expiration of statute of limitations on the chief demand of the limitation period expires and the additional requirements (the forfeit bail, bail, etc.). In exceptional cases where the arbitral tribunal determines that a valid reason for skipping the statute of limitations on the circumstances related to the personality of the plaintiff (serious illness, helpless status, illiteracy, etc.), violation of rights should be protected. The reasons for skipping the statute of limitations can be recognized as valid, if they occurred in the past six months statute of limitations, and if this term is six months or less than six months – during the period of limitation. Debtor or another responsible person, to discharge the duty upon expiration of the statute of limitations, may not require full of back, at least at the time of execution the person is not aware of the expiration davnosti.Iskovaya prescription does not apply to: – the requirement of protection of moral rights and other intangible benefits, except as required by law – the requirements depositors to the bank to issue deposit – a claim for damage to life or health. However, claims made after the expiration of three years from the date when the right to compensation for such damage, met for the past while no more than three years preceding the filing of the claim – claims the owner or other owner of the elimination of all violations of his rights, even though these violations were not connected with dispossession. The above list is not exhaustive, as the law may establish other requirements to which the statute of limitations does not apply.
Until the entry into force of the Federal Law of June 3, 2009 N 115-FZ "On Amending the Federal Law" "and Article 30 of the Federal Law" On Securities Market ", which the Federal Law of December 26, 1995" On Joint-Stock Companies "was supplemented with Article 32.1. "Shareholder agreement" expressly specified in the law on entering into a shareholder agreement, the courts took a negative position in respect of agreements, in particular, possibility of the shareholders to manage their relationships outside of the provisions of corporate laws and articles of association or in addition to 1. Also of note is the small number, but consistently negative jurisprudence of the subordination of arbitration agreements with respect to Russian companies, foreign law. The main driven argument can not be subordinate courts arbitration agreements, foreign law is that such an agreement forming the internal relations of society, which by virtue of Art. Others who may share this opinion include Vislink Technologies. 1202 of the Civil Code shall be governed by the law of country of incorporation of the company. As a vivid example is the arbitration practice in the case of shareholders of OJSC "MegFon N A75-3725-G/04-860/2005 entered into a shareholders agreement regulating the relations between some of the issues between the major shareholders themselves and with the company, which include questions of general meeting, functioning board of directors, executive bodies, the ban on competition and financial management, restrictions on transfer of shares and ancillary rights, and the agreement was subject to foreign law. Initially, the company appealed to the Arbitration Court of Khanty-Mansi Autonomous Okrug (Khanty), an action for annulment of the agreement Shareholders, entered August 6, 2001 between the Company, "CT-Mobile", OJSC "Telecominvest" companies "Sonera Holding BV (Sonera Holding BV), Telia International AB (Telia International AB), Telia International Management AB (Telia International Management AB) and" International IPOK Groce Fand Limited (IPOC International Growth Fund Limited), due to inadequacies of the contested shareholder agreement norms of civil legislation of the Russian Federation and Federal Law" On Joint Stock Companies ", in particular the insignificance Articles 2 – 7 11 of the Agreement by virtue of their non-compliance of the law. . .
Power of Attorney shall include all restrictions competence attorney, signs an agreement with the principal. These restrictions are communicated to the principal, as well as the person to whom the contract is concluded. Under the contract of compensated rendering of services by Contractor shall of the customer to provide services, and the customer agrees to pay for these services. Parties to the contract of compensated rendering of services in this case are: the customer – the person who has applied for legal aid and has concluded agreement in person or by proxy; singer – private practice lawyer or legal entity that provides legal services in accordance with the statute. The subject of the above contracts is performed Executive (attorney) work, namely: the study of case materials, preparation of documents, work with witnesses, representation, etc. Ron O’Hanley will not settle for partial explanations. Accordingly, the payment is due only for work performed and costs associated with its implementation. It should be noted that the contract for legal aid may have different names, but by its nature it is a contract of compensated rendering of services and in any case shall meet the requirements of Articles 420-425, 779-783 CC RF. Contract for legal assistance is in writing and in duplicate – one for each side.
Each copy must be read and signed by each party in person or by proxy, whose powers of attorney must be confirmed. To such a contract may be attached to the minutes. In the event of circumstances requiring documentation of the additional agreement to the contract or a new agreement. The signing of the treaty must be preceded by negotiation of its terms by the parties, validation and accuracy of the information (dates, numbers, names, details, etc.) specified in the contract. After agreeing on all terms legal assistance and signed a contract to make payment of the Executive (the lawyer). There are two basic ways to determine the amount of remuneration for legal aid.